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Rule 13d-1(b)
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[X]
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Rule 13d-1(c)
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[ ]
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Rule 13d-1(d)
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CUSIP NO. 925652109
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Page 2 of 10 Pages
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1.
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Names of Reporting Persons
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2.
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Check the Appropriate Box If a Member of a Group (See Instructions)
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
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5.
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Sole Voting Power
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Number of
Shares
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7,067,442
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Beneficially
Owned By
Each
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6.
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Shared Voting Power
0
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Reporting
Person
With
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7.
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Sole Dispositive Power
7,067,442
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8.
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Shared Dispositive Power
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0
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
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10.
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Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented By Amount in Row (9)
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12.
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Type of Reporting Person (See Instructions)
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CUSIP NO. 925652109
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Page 3 of 10 Pages
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1.
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Names of Reporting Persons
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2.
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Check the Appropriate Box If a Member of a Group (See Instructions)
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3.
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SEC Use Only
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4.
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Citizenship or Place of Organization
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5.
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Sole Voting Power
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Number of
Shares
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0
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Beneficially
Owned By
Each
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6.
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Shared Voting Power
7,067,442
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Reporting
Person
With
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7.
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Sole Dispositive Power
0
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8.
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Shared Dispositive Power
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7,067,442
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9.
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Aggregate Amount Beneficially Owned by Each Reporting Person
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10.
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Check Box If the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)
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11.
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Percent of Class Represented By Amount in Row (9)
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12.
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Type of Reporting Person (See Instructions)
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CUSIP NO. 925652109
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Page 4 of 10 Pages
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Item 1(a).
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Name of Issuer:
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VICI Properties Inc. (the “Issuer”).
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Item 1(b).
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Address of the Issuer's Principal Executive Offices:
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535 Madison Avenue, 20th Floor
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New York, NY 10022
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Item 2(a).
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Name of Person Filing
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The Statement is filed on behalf of each of the following persons (collectively, the “Reporting Persons”):
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(i)
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Soros Fund Management LLC (“SFM LLC”); and
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(ii)
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George Soros.
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This statement relates to Shares (as defined herein) held for the accounts of Quantum Partners LP, a Cayman Islands exempted limited partnership (“Quantum Partners”), Shares held by Lakestar Semi Inc.
(“Lakestar”), which is wholly owned by a subsidiary of Quantum Partners, and Shares held for certain other funds/accounts (the “Managed Accounts”). SFM LLC serves as investment manager to Quantum Partners, Lakestar and the Managed Accounts.
As such, SFM LLC has been granted investment discretion over portfolio investments, including the Shares, held for the accounts of Quantum Partners, Lakestar and the Managed Accounts. George Soros serves as Chairman of SFM LLC and has sole
discretion to replace FPR Manager LLC, the Manager of SFM LLC.
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Item 2(b).
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Address of Principal Business Office or, if None, Residence:
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The address of the principal business office of each of the Reporting Persons is 250 West 55th Street, 29th Floor, New York, NY 10019.
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Item 2(c).
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Citizenship:
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(i)
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SFM LLC is a Delaware limited liability company; and
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(ii)
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George Soros is a United States citizen.
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Item 2(d).
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Title of Class of Securities:
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Common Stock, par value $0.01 per share (the “Shares”).
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Item 2(e).
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CUSIP Number:
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925652109
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CUSIP NO. 925652109
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Page 5 of 10 Pages
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Item 3.
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If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:
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This Item 3 is not applicable.
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Item 4.
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Ownership:
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Item 4(a).
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Amount Beneficially Owned:
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As of December 31, 2019, each of the Reporting Persons may be deemed to be the beneficial owner of 7,067,442 Shares, which includes (i) 3,748,424 Shares held for the account of Quantum Partners, (ii) 2,979,375 Shares held for the account
of Lakestar, and (iii) 339,643 Shares held for the Managed Accounts.
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Item 4(b).
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Percent of Class:
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As of December 31, 2019, each of the Reporting Persons may be deemed to be the beneficial owner of approximately 1.53% of the total number of Shares outstanding.
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Item 4(c).
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Number of shares as to which such person has:
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SFM LLC
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(i)
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Sole power to vote or direct the vote
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7,067,442
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(ii)
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Shared power to vote or to direct the vote
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0
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(iii)
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Sole power to dispose or to direct the disposition of
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7,067,442
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(iv)
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Shared power to dispose or to direct the disposition of
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0
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George Soros
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(i)
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Sole power to vote or direct the vote
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0
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(ii)
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Shared power to vote or to direct the vote
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7,067,442
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(iii)
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Sole power to dispose or to direct the disposition of
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0
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(iv)
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Shared power to dispose or to direct the disposition of
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7,067,442
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CUSIP NO. 925652109
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Page 6 of 10 Pages
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Item 5.
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Ownership of Five Percent or Less of a Class:
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If this statement is being filed to report the fact that as of the date hereof the Reporting Persons have ceased to be the beneficial owners of more than five percent of the class of securities, check the following ☒.
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Item 6.
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Ownership of More than Five Percent on Behalf of Another Person:
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The partners of Quantum Partners and the Managed Accounts and investors in Lakestar are entitled to receive, or have the power to direct, the receipt of dividends from or the proceeds of sales of the Shares
held for the accounts of Quantum Partners, the Managed Accounts and Lakestar, as applicable, in accordance with their ownership interests in Quantum Partners, the Managed Accounts and Lakestar.
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Item 7.
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Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company:
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This Item 7 is not applicable.
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Item 8.
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Identification and Classification of Members of the Group:
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This Item 8 is not applicable.
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Item 9.
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Notice of Dissolution of Group:
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This Item 9 is not applicable.
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Item 10.
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Certification:
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By signing below each of the Reporting Persons certifies that, to the best of such person's knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with
the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.
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CUSIP NO. 925652109
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Page 7 of 10 Pages
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Date: February 13, 2020
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SOROS FUND MANAGEMENT LLC
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By: /s/ Thomas O'Grady
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Thomas O’Grady
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Assistant General Counsel
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Date: February 13, 2020
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GEORGE SOROS
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By: /s/ Thomas O'Grady
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Thomas O’Grady
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Attorney-in-Fact
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CUSIP NO. 925652109
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Page 8 of 10 Pages
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Page No.
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A.
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Joint Filing Agreement, dated as of February 13, 2020, by and between Soros Fund Management LLC and George Soros
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9
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B.
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Power of Attorney, dated as of February 11, 2020, granted by George Soros in favor of Boyd M. Johnson III, Michael Adams, Thomas O’Grady, Regan
O’Neill, John DeSisto and Michael Flynn
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11
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CUSIP NO. 925652109
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Page 9 of 10 Pages
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Date: February 13, 2020
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SOROS FUND MANAGEMENT LLC
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By: /s/ Thomas O'Grady
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Thomas O’Grady
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Assistant General Counsel
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Date: February 13, 2020
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GEORGE SOROS
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By: /s/ Thomas O'Grady
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Thomas O’Grady
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Attorney-in-Fact
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CUSIP NO. 925652109
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Page 10 of 10 Pages
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